NOTE 13: COMMITMENTS AND CONTINGENCIES

 

Royalty and Consulting Agreements

 

The Company utilizes royalty agreements with individuals and entities to provide compensation for items relating to developed products, websites and emails provided to our associates. The Company paid royalties of less than $0.1 million for each of the years ended December 31, 2025 and 2024.

 

Employment Agreements

 

The Company has non-cancelable employment agreements with certain executives. If the employment relationships with these executives were terminated, as of December 31, 2025, the Company would continue to be indebted to the executives for $0.5 million, payable through 2026.

 

On March 13, 2024, the Company announced the retirement of Alfredo (Al) Bala as the Company’s Chief Executive Officer effective April 1, 2024 and the engagement of Mr. Bala as an advisor to the Company effective April 1, 2024. At December 31, 2025, the remaining balance of his severance was $0.1 million, payable over the next five months.

 

Historical Timeline

Fiscal YearFiled
2025Apr 15, 2026Showing above
2024Mar 26, 2025
2023Mar 28, 2024
2022Mar 17, 2023
2021Mar 15, 2022
2020Mar 19, 2021
2019Mar 26, 2020
2018Mar 11, 2019
2017Mar 26, 2018
2016Mar 14, 2017
2015Mar 15, 2016

About Commitments Disclosures

Commitments and contingencies disclosures catalog a company's off-balance-sheet obligations and legal exposures — purchase commitments, guarantee arrangements, pending litigation, and regulatory proceedings. These items represent potential future cash outflows that may not appear as liabilities on the balance sheet until they become probable and estimable.

Key signals: litigation reserves and disclosed loss ranges quantify management's estimate of legal exposure, but unquantified "reasonably possible" losses often represent the larger risk. Watch for changes in language around pending cases — shifts from "remote" to "reasonably possible" or increases in estimated loss ranges signal deteriorating outcomes. Unconditional purchase obligations and take-or-pay contracts create fixed cost structures that reduce operational flexibility. Guarantee arrangements for subsidiaries or joint ventures can create cascading obligations. Compare the total commitment schedule against projected free cash flow to assess whether the company can meet its obligations without additional financing.